Examples of Parent Merger Documents in a sentence
The parties hereto shall jointly prepare as promptly as practicable a proxy statement to be mailed to the stockholders of Seller who are to vote upon this Agreement and the Parent Merger Documents in connection with the transactions contemplated hereby and to be part of the Registration Statement to be filed by Acquiror with the Commission pursuant to the 1933 Act with respect to the shares to be issued in connection with the Mergers.
Except for the approval of Seller’s stockholders of this Agreement, the Parent Merger Documents and the transactions contemplated hereby and thereby, no other corporate proceedings on the part of Seller are necessary to consummate the transactions so contemplated.
Unemployment and poverty were repeated themes in this study area.
The execution and delivery of the Parent Merger Documents and the consummation of the transactions contemplated by the Parent Merger Documents have been duly and validly authorized by all necessary corporate action on the part of Parent and Merger Sub, subject only to the approval of the holders of Parent Common Stock of the issuance of the Parent Common Stock in the Merger at a meeting where a quorum is present by a majority of the votes properly cast (the "Parent Voting Proposal").
No outstanding share of Seller Common Stock as to which the holder has exercised dissenters rights under the TCA and did not vote for the adoption of this Agreement and the Parent Merger Documents shall be converted into or represent a right to receive the Merger Consideration, and the holder thereof shall be entitled only to such rights as are granted by the TCA.
No outstanding share of Seller Common Stock as to which the holder has exercised dissenters rights under the DGCL and did not vote for the adoption of this Agreement and the Parent Merger Documents shall be converted into or represent a right to receive the Merger Consideration, and the holder thereof shall be entitled only to such rights as are granted by the DGCL.
Subject only to the approval of Parent's stockholders described below, each of Parent and Merger Sub has all necessary corporate power and authority to execute and deliver this Agreement and each instrument required hereby to be executed and delivered by it (the "Parent Merger Documents") at the Closing and to perform its obligations hereunder and thereunder and to consummate the transactions contemplated hereby and thereby.
The Lenders shall have received a certificate from a Responsible Officer of the Borrower with respect to the Parent Merger, attaching the copy of the Parent Merger Agreement (including all schedules and exhibits thereto), and all related material Parent Merger Documents).
Concurrently with the Amendment Effective Date, the Parent Merger shall have been consummated in accordance with the Parent Merger Documents and no material provision thereof shall have been waived, amended, supplemented or otherwise modified in a manner materially adverse to the Lenders unless approved by the Required Lenders.
Both before and after giving effect to this Agreement, the other Loan Documents, the Senior Transaction Documents, the Parent Merger Documents and the use of proceeds of the Notes contemplated hereby, each Loan Party is, and after consummation of the transactions contemplated by this Agreement will be, Solvent.